NEELON, ANDREWS & LEVIN, LLC WEBSITE
TERMS AND CONDITIONS OF USE

We thank you for visiting this website at www.nallaw.com.  This website (this “Site”) was created and is operated by Neelon, Andrews & Levin, LLC, a Massachusetts limited liability company and law firm (“NAL”, “we”, “us” or “our”) and made available by NAL. Your use of this Site is subject to the terms of a legal agreement between you and NAL.    Any person using this Site will be deemed to have agreed to (and to be bound by) the following terms and conditions of use, which govern all use of all content and information provided on and through this Site.  This Site and all such content and information collectively are called the “Site”.   By reading the Site (or any part of the Site) or contacting NAL, you are not obligating NAL to perform any service for you, nor are you establishing any attorney-client relationship.  This Site is for informational purposes only.   Please read “The Firm’s Engagement Agreement Policies”, which is incorporated herein by reference.  
    
1.  General; Binding Terms

1.1   Your review of information and content, printing of sections of this Site, or any other use of any part of the information or content of this Site (collectively “use”) constitutes your agreement to be bound by the following terms and conditions.  Please read them carefully before using the Site.  If you do not agree or cannot comply with any part of these terms and conditions of use, you may not use this Site.  Unless you have agreed otherwise in writing with NAL, your agreement with NAL will always include, at a minimum, these terms and conditions of use, as they may be modified from time to time on this site by NAL (collectively the “Base Terms”).   

1.2  Your agreement with NAL also will include the terms of any legal notices posted on this Site applicable to use of the Site. Such legal notices are hereinafter called “supplemental terms”.  When supplemental terms apply to use of the Site, NAL will make these supplemental terms available for you to read on this Site.  In the event of a conflict between the Base Terms and the supplemental terms, the supplemental terms shall control.  

1.3  The Base Terms and any supplemental terms form a legally binding agreement (hereinafter collectively called the “Terms”) between you and NAL regarding use of the Site.  It is important to read the Terms carefully.  NAL will treat your use of any part of the Site as your acceptance of the Terms.  The Terms do not include any agreement by NAL to provide legal services to you or to represent you in any legal matter.   

1.4  If and when you shall have made any signed, written contract with NAL to perform specified legal services for you, you also will be bound by that contract.  In the event of any conflict between that contract and the Terms, that contract shall control with respect to the contracted services subject to that contract.   

1.5  You may not use the Site if: (a) you are a person barred from receiving, accessing or using the Site under the laws of the U.S. state or of any foreign country with jurisdiction over your use, including the country in which you are resident or from which you use the Site; or (b) you are not of legal age to form a binding contract with NAL.   

2.  Changes, Discontinuation and Termination  
    
2.1  We shall have the right at any time to change or discontinue any aspect of the Site, including without limitation the Site’s content, hours of availability, available services or links, and equipment needed for access or use.  We also shall have the right at any time to change or modify the Terms or any part thereof or to impose new Terms with or without advance notice.  Such changes, modifications, additions or deletions shall be effective immediately upon notice thereof, which may be given by any means, including without limitation posting on this Site or by electronic or conventional mail, or by any other means by which you obtain notice thereof.  Any use of the Site after such notice shall be deemed to constitute acceptance by the user of such changes, modifications or additions.  We reserve the right to refuse access and/or service to you in our sole discretion and without notice, temporarily or permanently.  

2.2  You may terminate your agreement to comply with the Terms at any time by giving written notice of such termination to NAL at its principal place of business by registered  mail, return receipt requested, postage prepaid, with written receipt signed by NAL, or by international courier delivery, delivery fee prepaid, with written receipt signed  by NAL, subject to the following provisions:

(A) The termination shall be effective upon NAL’s receipt of the written notice;

(B)  Notwithstanding termination, you shall remain liable for any breach by you of the Terms that occurred before that termination;

(C)  Sections 4-7, Subsections 8.1, 8.3, 8.5, Sections 9-11, Subsection 12.2, and Sections 13-15 below shall survive the termination for a period of ten years thereafter;

(D)  Any access to or use of the Site by you after your termination of your agreement to comply with the Terms shall constitute your agreement to be bound by all the Terms again; and

(E)  Such termination shall not affect any other contract, if any, between you and NAL that may be in force at the time, if any.

2.3  Your agreement to comply with the Terms shall expire on the date that is ten years after you shall have last accessed or used the Site, if you shall not have terminated such agreement earlier under Subsection 2.2 above.    

2.4   No termination or expiration of your agreement to comply with the Terms shall create any agreement by or obligation of the Firm to represent you or to provide any legal services to you.  

3.  Your User License    

3.1   You are granted a limited, non-exclusive, non-transferable license, terminable at any time in our sole discretion, to access the Site in accordance with the Terms, but such license does not extend to any service or product, if any, for which you must pay a fee and become a party to another written contract, regardless of whether such product or service is advertised or can be purchased through this Site.   

3.2    Our Firm is based in Massachusetts, and this site contains information that is appropriate for access and use in Massachusetts (the “Applicable Market”). We make no representation that any materials on the Site are appropriate or available for use outside the Applicable Market.  Accessing this Site from territories where the Site’s contents are illegal is prohibited.  Any references on the Site to specific products or services are applicable only to those available in the Applicable Market, and any product or service claims and comparisons to other products on the Site apply within the Applicable Market only.  Those who access this Site from other locations do so at their own initiative and are responsible for compliance with local laws, including without limitation laws regarding the transmission of technical data exported from the country in which such persons reside.  

4.  Identification Information and Passwords

It is your responsibility to safeguard any password, if any, and any other identification information, if any, that you use to access our Site, and to promptly advise us if you ever suspect that your password, if any, has been compromised.  We strongly encourage you to change your password regularly to prevent unauthorized access.  You also acknowledge your sole responsibility for any and all use of our Site conducted with your password and/or other identification information, if any, if and whenever the provision of such information may be required.     

5.   Use Limitations

5.1  You may not interfere with our services or the Site or try to access either of them using a method other than the interface and the instructions that we provide.  You are solely responsible for your use of the Site.  You shall compensate, indemnify, hold harmless, and defend NAL and all of its owners, directors, officers, managers, employees, agents, representatives and attorneys (all of such persons are collectively called the “NAL Indemnitees”) from any demands, claims, causes of action, damages, losses, liabilities, costs, expenses and attorneys’ fees incurred or suffered by NAL and/or by any of the other NAL Indemnitees resulting from or arising in connection with your use or misuse of the Site.  Posting or transmitting any unlawful, threatening, libelous, defamatory, obscene, indecent, inflammatory, pornographic, or profane material, or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any law, is strictly prohibited.
    
5.2  You agree to access and use this Site only for the services and  purposes that are permitted by (1) the Terms and (2) any applicable law.  No portion of our Site may be copied, reproduced, reverse engineered, modified, altered, decompiled, extracted, republished, downloaded, posted, displayed, transmitted, or distributed in any way, without our express prior written permission.  Without our express prior written permission, you may not frame or mirror any material contained on this Site on any other server.  The unauthorized use of any such material on any other website or computer environment is expressly prohibited.  All trademarks, service marks, trade names, and trade dress on this Site are proprietary to us unless otherwise explicitly identified to the contrary.  

5.3  You agree not to access or attempt to access the Site by any means other than through any on-line interfaces or portals provided by NAL, unless you have been specifically allowed to do so by separate written agreement with NAL.  

5.4  You will not encourage, assist or engage in any activity that interferes with, damages or disrupts the Site (or any server or network connected to the Site).   
    
6.  Your Personal Information

You understand that you should not provide us with any personal information about yourself that you wish to keep confidential, until and unless you have entered into a signed, written agreement with the Firm to provide legal services to you.   

7.  NAL’s Intellectual Property Rights  

7.1   Ownership of Site Generally 

NAL owns all legal rights, titles and interests in and to the Site (whether those rights, titles and interests happen to be registered or not, and wherever in the world those rights may exist).  You further acknowledge that the Site  may contain information designated by NAL as confidential and that you shall not disclose such information without NAL’s prior written consent.  You shall not remove, obscure, or alter any proprietary rights notices, including without limitation any copyright or trademark notices, that may be present in the Site. Unless you have been expressly authorized to do so in writing by NAL, you agree that in using the Site, you will not use any trademark, service mark, trade name, or logo of any company or organization in a way that is likely or intended to cause confusion about the owner or authorized user of such marks, names or logos.  
    
7.2  Copyright

The Site design, text, context, selection and arrangement of elements, organization, graphics, compilation, magnetic translation, digital conversion and other matters related to this Site are protected under applicable copyright laws, ALL RIGHTS RESERVED.  Unauthorized use or reproduction of some or all of these elements may constitute copyright infringement.  The posting of any such elements on the Site does not constitute a waiver of any right in such elements.  You do not acquire ownership rights of any such elements viewed through our Site.   Except as otherwise provided in these Terms, none of these elements may be used, copied, reproduced, reverse engineered, downloaded, posted, displayed, transmitted, modified, altered or distributed in any form or by any means, including, without limitation, electronic, mechanical, photocopying, recording,  or otherwise, without our express prior written permission.  

7.3  Trademark

NAL has certain intellectual property rights for any service mark and logo shown on the first page of this Site (the “Mark”). Unauthorized use of the Mark or of confusingly similar marks may constitute trademark infringement. All other trademarks, product names, company names, logos, service marks, and/or trade dress, if any, mentioned, displayed, cited or otherwise indicated on the Site are the property of their respective owners.  Your use or misuse of the Mark or any other materials contained on or in the Site, without the prior written consent of their owner, is prohibited.  If you have been given an explicit right to use any of these brand features in a separate written agreement with NAL, then your use of such features shall be in compliance with that agreement and any applicable provisions of the Terms.  
    
8.  Content from Sources Other than NAL  

8.1  You understand that all information (such as data files, written text, computer software, music, audio files or other sounds, photographs, videos or other images), if any,  not created by NAL to which you may have access through the Site is the sole responsibility of the person from which such content originated. All such information is hereinafter called “Outside Content”.   Any Outside Content, if any, presented to you as part of the Site, including without limitation any advertisements, if any, in the Site and any sponsored Outside Content within the Site may be protected by intellectual property rights owned by the sponsors or advertisers who provide that Outside Content to NAL (or by other persons or companies on their behalf).  You may not modify, rent, lease, loan, sell, distribute or create derivative works based on this Outside Content (either on whole or in part) unless you have been specifically authorized to do so by NAL or the owners of that Outside Content, in a separate written agreement.  

8.2  NAL reserves the right (but shall have no obligation) to pre-screen, review, flag, filter, modify, refuse or remove any or all Outside Content from the Site.  In addition, there are commercially available services and software to limit access to material that you may find objectionable.   You understand that by using the Site, you may be exposed to Outside Content that you find offensive, indecent or objectionable.   You use the Site at your own risk.   

8.3  You are solely responsible for (and NAL has and shall have no responsibility to you or to any third party for) (a) any Outside Content that you create, transmit, or display while using the Site and (b) the consequences of your actions (including without limitation any loss or damage that NAL may suffer) by doing so.  

8.4  If and when you ever access or use a service or download Outside Content or purchase goods provided by another person or company, your purchase, license or use of the Outside Content or goods may be subject to separate terms between you and the provider or seller.  If so, the Terms do not affect your legal relationship with these other companies or individuals.  

8.5  You retain any copyright and other rights, if any, that you already hold in any Outside Content that you submit, post or display on or through the Site (if the Site allows such actions).  However, by submitting, posting, or displaying the Outside Content, you give NAL a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute any Outside Content that you submit, post or display on or through the Site and Services.  This license is for the primary purpose of enabling NAL to display, distribute and promote the Site and Services.  You agree that this right allows NAL to make such Outside Content available to other companies, organizations and individuals with which NAL has relationships for the provision of services and to use such Outside Content in connection with the provision of those services.  

9.  WARRANTY DISCLAIMER AND EXCLUSIONS

9.1  NOTHING IN THIS SECTION 9 OR SECTION 10 BELOW SHALL EXCLUDE OR LIMIT ANY WARRANTIES OR LIABILITY FOR LOSSES THAT MAY NOT BE LAWFULLY EXCLUDED BY APPLICABLE LAW.  SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES.  ACCORDINGLY, ONLY THE LIMITATIONS THAT ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU, AND NAL’S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.     

9.2   YOUR USE OF THE SITE IS AT YOUR SOLE RISK.  THE SITE IS PROVIDED “AS IS, WHERE IS” AND “AS AVAILABLE”,  WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND.   NEITHER NAL, ITS AFFILIATES, NOR ANY OF THEIR RESPECTIVE OWNERS, EMPLOYEES, DIRECTORS, OFFICERS, MEMBERS, MANAGERS, AGENTS, OUTSIDE CONTENT PROVIDERS OR LICENSORS, IF ANY, WARRANT THAT THE OPERATION, FUNCTION OR AVAILABILITY OF THE SITE WILL BE UNINTERRUPTED OR FREE OF ERRORS; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS OF USE OF, OR INFORMATION TO BE OBTAINED FROM USE OF, THE SITE, NOR AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION, SERVICE OR MERCHANDISE, IF ANY, PROVIDED THROUGH THE SITE.   

9.3  TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, NAL EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE SITE, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY GENERAL OR PARTICULAR PURPOSE, OF NON-INFRINGEMENT, CONDITION OF TITLE, QUIET ENJOYMENT, QUIET ACCESS, AND CORRESPONDENCE TO DESCRIPTION, AND ANY WARRANTIES ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE.  NAL MAKES NO COMMON LAW REPRESENTATION OR WARRANTY WHATSOEVER REGARDING THE COMPLETENESS, ACCURACY, CORRECTNESS, INTEGRITY, RELIABILITY, CURRENCY, SUITABILITY, FUNCTIONALITY, AVAILABILITY, OR OPERATION OF THE SITE OR THE CONTENT, INFORMATION OR SERVICES PROVIDED ON, OR ACCESSIBLE FROM, THE SITE.  NAL DOES NOT WARRANT THAT THE OPERATION OF THE SITE IS FREE FROM VIRUSES AND OTHER HARMFUL COMPONENTS TO EQUIPMENT OR SOFTWARE, NOR THAT THE SITE FUNCTIONS OR OPERATIONS WILL MEET YOUR SPECIFICATIONS, IF ANY.  

9.4  ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN RISK AND DISCRETION, AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.     

10.  LIABILITY LIMITATIONS

SUBJECT TO SUBSECTION 9.1 ABOVE, IN NO EVENT WILL NAL OR ITS AFFILIATES, OR THEIR RESPECTIVE MEMBERS, OWNERS, OFFICERS, MANAGERS, DIRECTORS, EMPLOYEES, AGENTS OR REPRESENTATIVES, EVER BE LIABLE OR RESPONSIBLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, LOST PROFITS OR PUNITIVE DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS TO OR  USE OF, OR INABILITY TO ACCESS OR USE THE SITE,  INCLUDING WITHOUT LIMITATION ANY SUCH DAMAGES FOR ANY ALLEGED OR ACTUAL INACCURACIES, ERRORS, OMISSIONS, DEFECTS, UNTIMELINESS OF INFORMATION, LACK OF AUTHENTICITY OF INFORMATION, DELAY OR INTERRUPTION IN THE TRANSMISSION OF INFORMATION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, OR ALTERATION OF OR USE OF RECORD, OR LOSS OF DATA, LOSS OF CONFIDENTIAL OR OTHER BUSINESS INFORMATION, OR OTHERWISE, EVEN IF NAL IS ADVISED OF THE POSSINALITY OF SUCH DAMAGES, AND REGARDLESS OF WHETHER THE DAMAGES ARE CLAIMED TO ARISE OUT OF BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR ANY OTHER CAUSE OF ACTION, OR ARE KNOWN, UNKNOWN, FORESEEABLE OR OTHERWISE.  YOU ACKNOWLEDGE THAT NAL IS NOT LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU.  NONE OF THE DISCLAIMERS IN THIS SECTION 10 OR IN SECTION 9 ABOVE ABOUT THIS SITE SHALL BE INTERPRETED TO CONTRADICT ANY REQUIREMENTS UNDER RULES OF PROFESSIONAL CONDUCT APPLICABLE TO MASSACHUSETTS ATTORNEYS WITH RESPECT TO PERSONS OR ENTITIES WHO HAVE BECOME CLIENTS OF THE FIRM PURSUANT TO A WRITTEN ENGAGEMENT AGREEMENT SIGNED BY THE FIRM AND THE CLIENT OR APPLICABLE TO ATTORNEY ADVERTISING, TO THE EXTENT THAT THIS SITE CONSTITUTES ADVERTISING.   

11.  Errors and Corrections

While we use reasonable efforts to include accurate and current information on our Site, we do not warrant or represent that the Site will be error-free.  Data entry errors or other technical problems may sometimes result in inaccurate information being shown.  We reserve the right to correct any inaccuracies or typographical errors on our Site, including without limitation pricing and availability of products and services, and we shall have no liability for such errors.  We also may make improvements and/or changes to the Site’s features, functionality or content at any time. If you see any information or description that you believe to be incorrect, please contact us as described in the “Contact Us” section below, so that we may have the opportunity to verify the information.  

12.  Links to Other Websites
    
12.1  The Site may contain links to other web sites for your information and convenience. These third-party websites are responsible for, and undertake to maintain, their own site terms of use.  We suggest that you carefully review the terms of use of each site you choose to access from the Site.  

12.2  NAL is not and shall not be liable for any loss or damage that may be incurred by you as a result of the availability of those external sites or resources referenced in Subsection 12.1 above, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products, or other materials on, or available from, such web sites or resources.   

13.  Your Submissions

We would be pleased to hear from our Site users and welcome your comments regarding our content and information.  Any suggestions, ideas, concepts, material or other information that you submit to us or send via this Site (“Communications”) shall become and remain our exclusive property.  We shall have no obligation of any kind with respect to such Communications and shall be free to use and disclose the Communications to others without limitation.  


14.  Injunctive Relief

You agree that NAL would suffer irreparable harm if you were to breach any provision of the Terms and that monetary damages would be inadequate to compensate NAL for the injury that would be caused by any such breach and/or that the monetary damages would be difficult or impossible to ascertain and prove.  Accordingly,  in the event of a breach or threatened breach by you of any of the Terms, NAL shall be entitled to injunctive relief and recovery of its reasonable and necessary attorney’s fees incurred in connection with obtaining such relief (in addition to any other  remedies available to NAL at law or in equity).      

15.  Miscellaneous Legal Terms  

15.1  The Terms are governed by and shall be construed in accordance with the laws of Massachusetts, without giving effect to any conflicts of laws principles that might cause another state’s or country’s laws to govern.  The courts located in Boston, Massachusetts shall have sole and exclusive jurisdiction and venue over any dispute concerning these terms.  

15.2 If any provision of these Terms is ruled unlawful or unenforceable by a court of competent jurisdiction, then that provision will be deemed modified to the minimum extent necessary to make it valid, binding or enforceable; or, if such court rules that such modification is not possible, then that provision shall be deemed stricken from these Terms with the remainder of these Terms to continue in effect.  

15.3  The Terms constitute the entire legal agreement between you and NAL and govern your use of the Site, replacing any prior agreements, if any, between you and NAL concerning the Site (but subject to any other written contract to which you and NAL may become parties in connection with NAL’s rendition of services to you).  NAL does not make oral agreements concerning the Site or the Terms, and you shall not claim that NAL has made any oral agreement with you concerning the Site or the Terms.  

15.5  If NAL fails to exercise or enforce any legal right or remedy contained in the Terms or available under applicable law, then any such failure shall not constitute a waiver of NAL’s rights to enforce the same or other provisions of the Terms, and NAL still may avail itself of those rights and remedies.

16.  Changes to These Terms of Use

NAL reserves the right, in NAL’s sole discretion, to change the Terms at any time with or without advance notice to anyone.  Updated versions of the Terms will be posted here on our Site and are effective immediately upon posting. The date of the newest version is posted below. Please check back frequently, especially before you use the Site, to see if the Terms have changed.  Your continued use of any part of the Site after any revisions to the Terms constitutes your consent to the revised Terms.

Updated and effective as of March 12, 2013.   

© 2013 Neelon, Andrews & Levin, LLC.  All Rights Reserved.     
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